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INSURANCE NOT REQUIRED WORK MAY PROCEED CLERK Of COUNCIL DATE: 11-a(, -0"1 O: Polcce (a) KCJi r~ T~2Tj~uX CONSULTANT AGREEMENT N-2007-133 THIS AGREEMENT, made and entered into this 15`" day of October, 2007 by and between nFocus Softwaze, Inc., a dba for SWMG Productions, Inc., a Texas corporation (hereinafter "nFocus"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter <'City„~. RECITALS A. nFocus has developed proprietary software for which the City desires to purchase end user licenses to be utilized by the Santa Ana PAL. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: I. SCOPE OF SERVICES City shall purchase end user licenses, maintenance and training as set forth in "nFocus Software End User License Agreement, attached hereto as Exhibit A and incorporated in full by this reference. 2. COMPENSATION a. City agrees to pay, and nFocus agrees to accept as total payment for its services, the rates and charges identified in Exhibit A. The total sum to be expended under this Agreement shall not exceed $1,00.00, annually, during the term of this Agreement. b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standazds of performance set forth in the Recitals which may reasonably be expected by City. 3. TERIVI This Agreement shall commence on the date first written above and continue until terminated by either party as set forth in Exhibit A. 4. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement.